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1
00:00:01,167 --> 00:00:03,502
♪♪
2
00:00:06,773 --> 00:00:08,240
♪ Ben 10! ♪
3
00:00:10,010 --> 00:00:11,276
♪ Ben 10! ♪
4
00:00:11,278 --> 00:00:12,277
♪ Ben 10! ♪
5
00:00:12,279 --> 00:00:13,445
♪ Ben 10! ♪
6
00:00:13,447 --> 00:00:14,613
♪ Ben 10! ♪
7
00:00:14,615 --> 00:00:16,548
♪ Ben 10! ♪
8
00:00:16,550 --> 00:00:18,250
♪ Ben 10! ♪
9
00:00:23,323 --> 00:00:26,225
[ Suspenseful music plays ]
10
00:00:28,528 --> 00:00:31,130
[ Foot tapping ]
11
00:00:31,132 --> 00:00:32,564
[ Drumming ]
12
00:00:34,534 --> 00:00:37,036
[ Thumping ]
13
00:00:37,038 --> 00:00:38,704
Ben, quit it! Ben, quit it!
14
00:00:38,706 --> 00:00:40,706
This is taking forever!
15
00:00:40,708 --> 00:00:42,975
I'm dying to test out
my new helmet
16
00:00:42,977 --> 00:00:44,510
at Mini Moto Go-Kart Park.
17
00:00:44,512 --> 00:00:47,546
Can't this bucket of bolts
go any faster?!
18
00:00:47,548 --> 00:00:48,680
Now, Ben,
it's not the car
19
00:00:48,682 --> 00:00:50,382
that matters;
it's the driver,
20
00:00:50,384 --> 00:00:52,885
and this driver goes
the speed limit.
21
00:00:52,887 --> 00:00:55,888
[ Car honks ]
22
00:00:55,890 --> 00:00:59,525
[Suspenseful music plays]
Move over, slow-poke!
23
00:00:59,527 --> 00:01:01,427
Uh, maybe you should
let me drive.
24
00:01:01,429 --> 00:01:03,729
You are driving.
25
00:01:03,731 --> 00:01:05,164
Driving us nuts!
26
00:01:05,166 --> 00:01:07,032
Ha ha!
[singsong] Still got it.
27
00:01:07,034 --> 00:01:08,233
Says who?
28
00:01:08,235 --> 00:01:09,735
Your older cousin.
29
00:01:09,737 --> 00:01:11,236
By seven seconds.
30
00:01:11,238 --> 00:01:12,704
Best seven seconds
of my life.
31
00:01:12,706 --> 00:01:13,705
Whoa!
32
00:01:13,707 --> 00:01:14,907
[ Tires screech ]
33
00:01:14,909 --> 00:01:16,375
[ Zoom! ]
34
00:01:16,377 --> 00:01:19,678
[ Tires screech ]
35
00:01:20,613 --> 00:01:23,749
[ All scream ]
36
00:01:26,920 --> 00:01:29,021
Come on, Grandpa,
we can take 'em.
37
00:01:29,023 --> 00:01:30,522
[Engine sputters]
I'm not sure the rust bucket's
38
00:01:30,524 --> 00:01:33,092
in any condition to take
anybody right now.
39
00:01:33,094 --> 00:01:35,094
[ Engine cranks ]
40
00:01:35,096 --> 00:01:36,128
[ Backfire ]
41
00:01:36,130 --> 00:01:37,729
That sounds bad.
42
00:01:37,731 --> 00:01:38,897
Really bad.
43
00:01:38,899 --> 00:01:40,933
We're gonna need to find
a repair shop, pronto.
44
00:01:40,935 --> 00:01:42,134
I think you meant to say
45
00:01:42,136 --> 00:01:44,470
we're gonna need
an upgrade, pronto.
46
00:01:44,472 --> 00:01:46,138
Tha-That won't be
necessary, Ben.
47
00:01:46,140 --> 00:01:47,439
There's an exit
up ahead.
48
00:01:47,441 --> 00:01:50,776
I'm sure we can find
a regular repair shop.
49
00:01:50,778 --> 00:01:52,311
Aw, man.
50
00:01:52,313 --> 00:01:55,614
[ Vrooming ]
51
00:01:55,616 --> 00:01:57,149
[Engine revs]
Ben Tennyson,
52
00:01:57,151 --> 00:01:58,951
world's fastest go-cart racer,
53
00:01:58,953 --> 00:02:00,619
checks out his competition.
54
00:02:00,621 --> 00:02:04,490
His archrival barely manages
to hide his terror
55
00:02:04,492 --> 00:02:08,127
at facing such an amazing racer!
56
00:02:08,129 --> 00:02:09,862
[ Vroom ]
57
00:02:14,267 --> 00:02:16,301
Tennyson takes the inside.
58
00:02:16,303 --> 00:02:18,470
[ Rock music plays ]
59
00:02:26,146 --> 00:02:29,414
♪♪
60
00:02:34,154 --> 00:02:37,089
♪♪
61
00:02:37,091 --> 00:02:38,090
[Snap!]
-Huh?
62
00:02:38,092 --> 00:02:39,358
Ben, we're here.
63
00:02:39,360 --> 00:02:42,161
Yes! [chanting] Go-cart!
Go-cart! Go-cart!
64
00:02:42,163 --> 00:02:45,197
Ben! I meant we've stopped
here to find the mechanic.
65
00:02:45,199 --> 00:02:47,332
Ugh. And where is here?
66
00:02:47,334 --> 00:02:49,434
[Whistling]
Twilight Falls?
67
00:02:49,436 --> 00:02:51,937
I think it's
a retirement community.
68
00:02:51,939 --> 00:02:53,672
Well, I'll be
in the rust bucket.
69
00:02:53,674 --> 00:02:55,107
Wake me when we're ready
to leave.
70
00:02:55,109 --> 00:02:56,475
Ahh!
-Wouldn't dream
71
00:02:56,477 --> 00:02:58,443
of letting ya miss
all the excitement.
72
00:02:58,445 --> 00:03:00,946
This is almost
too exciting.
73
00:03:00,948 --> 00:03:03,515
We just need a mechanic,
and we can be on our way.
74
00:03:03,517 --> 00:03:05,017
[ Whimsical tune continues ]
75
00:03:05,019 --> 00:03:06,618
Whoa! Sweet ride.
76
00:03:06,620 --> 00:03:09,021
What's a car like this doing
in a sleepy little dump
77
00:03:09,023 --> 00:03:10,789
of a town like --
-Hey, now.
78
00:03:10,791 --> 00:03:12,524
You're talking about
my little town here.
79
00:03:12,526 --> 00:03:15,194
Oh, hey, car...person.
80
00:03:15,196 --> 00:03:16,795
You'll have to pardon
my cousin.
81
00:03:16,797 --> 00:03:19,298
Words aren't his specialty.
-That's all right.
82
00:03:19,300 --> 00:03:21,166
Everybody's welcome
in Twilight Falls.
83
00:03:21,168 --> 00:03:23,702
Name's Komal.
This here's my shop.
84
00:03:23,704 --> 00:03:24,870
[ Creak, clang ]
85
00:03:24,872 --> 00:03:27,372
We're a little behind
on our maintenance.
86
00:03:27,374 --> 00:03:29,575
Oh, I'm Max and these are
my grandkids,
87
00:03:29,577 --> 00:03:31,510
Gwen and Ben.
-'Sup?
88
00:03:31,512 --> 00:03:33,078
Oh, it's a good thing
we found you.
89
00:03:33,080 --> 00:03:35,214
Our RV --
-Not another word.
90
00:03:35,216 --> 00:03:36,381
I'll get my crew on it
right away.
91
00:03:36,383 --> 00:03:37,883
[ Whistles ]
92
00:03:37,885 --> 00:03:40,919
♪ Hup hup hup hup hup hup
hup hup hup hup hup ♪
93
00:03:40,921 --> 00:03:42,087
How'd you know?
94
00:03:42,089 --> 00:03:43,388
Are you a mind-reader?
95
00:03:43,390 --> 00:03:45,057
A pit chief
always knows.
96
00:03:45,059 --> 00:03:46,225
You're a pit chief?!
97
00:03:46,227 --> 00:03:47,559
Sure.
98
00:03:47,561 --> 00:03:48,894
Worked with some
of the best in the biz.
99
00:03:48,896 --> 00:03:49,995
This little beauty here
100
00:03:49,997 --> 00:03:51,697
has won more races
than I can count.
101
00:03:51,699 --> 00:03:53,398
I was just working
some last-minute tweaks
102
00:03:53,400 --> 00:03:55,033
to get her ready
for the big race today.
103
00:03:55,035 --> 00:03:56,268
Big race?!
104
00:03:56,270 --> 00:03:58,170
We might seem like
a sleepy little town,
105
00:03:58,172 --> 00:04:00,706
but, every year, the world's
finest racers gather here
106
00:04:00,708 --> 00:04:02,874
to compete in the
Cali Ten Hundred.
107
00:04:02,876 --> 00:04:04,776
[ Vrooming ]
108
00:04:04,778 --> 00:04:05,744
Cali Ten Hundred?
109
00:04:05,746 --> 00:04:07,012
What are there
ten hundred of?
110
00:04:07,014 --> 00:04:09,348
You know, I never
thought to ask.
111
00:04:09,350 --> 00:04:11,750
But I do know
I need to win today.
112
00:04:11,752 --> 00:04:13,418
That prize money
could really help me
113
00:04:13,420 --> 00:04:14,686
get my shop back
in order.
114
00:04:14,688 --> 00:04:16,054
[Tires screech]
Huh?
115
00:04:16,056 --> 00:04:18,423
[laughs] [French accent]
You really think
116
00:04:18,425 --> 00:04:19,791
you've got a chance
at winning?
117
00:04:19,793 --> 00:04:20,859
Come on.
118
00:04:20,861 --> 00:04:22,427
All: LaGrange!
119
00:04:22,429 --> 00:04:24,429
You were banned
from the Cali 10 Hundred
120
00:04:24,431 --> 00:04:25,597
a long time ago.
121
00:04:25,599 --> 00:04:27,432
And you cut us off!
122
00:04:27,434 --> 00:04:29,935
Oh, come on.
[Tsking]
123
00:04:29,937 --> 00:04:31,637
Nothing can stop me
from claiming the prize
124
00:04:31,639 --> 00:04:34,273
after taking out every car
in the race.
125
00:04:34,275 --> 00:04:37,542
Allow me to start
with yours.
126
00:04:37,544 --> 00:04:39,878
[Suspenseful music plays]
[Beep]
127
00:04:40,947 --> 00:04:42,247
[ Gasp ]
128
00:04:42,249 --> 00:04:43,615
Uh-oh.
129
00:04:43,617 --> 00:04:45,751
Looks like you're going to
need a tune-up.
130
00:04:45,753 --> 00:04:47,286
[ Laughs ]
131
00:04:47,288 --> 00:04:49,421
[ Tires screech ]
132
00:04:49,423 --> 00:04:51,623
Oh, no.
133
00:04:51,625 --> 00:04:53,558
I don't believe it.
134
00:04:53,560 --> 00:04:55,927
I'm ruined!
135
00:04:55,929 --> 00:04:56,962
Ow!
136
00:04:56,964 --> 00:04:58,463
That's all I need.
137
00:04:58,465 --> 00:05:01,133
I'm out of the race and, now,
I have a broken ankle.
138
00:05:01,135 --> 00:05:02,467
I'm worse off
than when I started.
139
00:05:02,469 --> 00:05:04,770
It's too bad you don't
have another car.
140
00:05:04,772 --> 00:05:08,640
Well, there is
another car.
141
00:05:08,642 --> 00:05:09,808
[ Suspenseful music plays ]
142
00:05:09,810 --> 00:05:11,610
She's a bit
of a fixer-upper.
143
00:05:11,612 --> 00:05:13,111
More of a fixer-forever.
144
00:05:13,113 --> 00:05:16,481
Just needs an upgrade
and it'll be ready to race.
145
00:05:16,483 --> 00:05:17,516
Whaddya say, Komal?
146
00:05:17,518 --> 00:05:18,817
An upgrade?
147
00:05:18,819 --> 00:05:22,154
What are we talking,
headers, cams, turbo?
148
00:05:22,156 --> 00:05:23,155
All of the above.
149
00:05:23,157 --> 00:05:24,589
Just get this thing to the race,
150
00:05:24,591 --> 00:05:27,459
and we'll teach LaGrange
he can't mess with us.
151
00:05:27,461 --> 00:05:29,494
[ Engines rev ]
152
00:05:29,496 --> 00:05:32,164
[ Suspenseful music plays ]
153
00:05:32,166 --> 00:05:33,532
Well, here you go.
154
00:05:33,534 --> 00:05:35,634
Not sure how useful
it's gonna be,
155
00:05:35,636 --> 00:05:37,703
and I'm in no condition
to race, with this ankle.
156
00:05:37,705 --> 00:05:40,339
I got everything
I need right here.
157
00:05:40,341 --> 00:05:42,341
You're a little weird,
kid, but I like you.
158
00:05:42,343 --> 00:05:45,110
Ladies and gentlemen,start your engines.
159
00:05:45,112 --> 00:05:46,578
Better get a move on.
160
00:05:48,348 --> 00:05:50,048
Time to upgrade.
161
00:05:50,050 --> 00:05:51,116
[ Zap! ]
162
00:05:51,118 --> 00:05:52,451
What?
163
00:05:52,453 --> 00:05:53,452
Uh...what?
164
00:05:53,454 --> 00:05:54,820
Oh, just wait.
165
00:05:54,822 --> 00:05:56,355
You're gonna love
this part.
166
00:05:56,357 --> 00:05:58,090
[ Beeping ]
167
00:06:00,660 --> 00:06:02,461
Not bad, right?
168
00:06:02,463 --> 00:06:04,629
Uh, yeah, we probably
should've warned you
169
00:06:04,631 --> 00:06:05,897
beforehand.
170
00:06:06,699 --> 00:06:09,634
Hey! You're not going
without me.
171
00:06:09,636 --> 00:06:11,403
[ Seatbelt clicks ]
172
00:06:11,405 --> 00:06:12,404
[ Gunshot ]
173
00:06:12,406 --> 00:06:14,039
[ Tires screech ]
174
00:06:14,041 --> 00:06:15,540
[ Resonating ]
175
00:06:21,914 --> 00:06:23,548
All right, gang,
176
00:06:23,550 --> 00:06:26,218
it's time
to thin ze herd.
177
00:06:26,220 --> 00:06:29,054
[ Suspenseful music plays ]
178
00:06:29,056 --> 00:06:30,088
[ Grunts ]
179
00:06:30,090 --> 00:06:32,023
[ Clatter ]
180
00:06:32,025 --> 00:06:33,024
[ Glass breaks ]
181
00:06:33,026 --> 00:06:36,762
I think that man hit me
on purpose!
182
00:06:36,764 --> 00:06:38,029
Okay, you had your fun.
183
00:06:38,031 --> 00:06:39,898
Can we go
to the buffet now?
184
00:06:41,868 --> 00:06:42,901
[ Beep ]
185
00:06:42,903 --> 00:06:43,935
[ Whoosh! ]
186
00:06:43,937 --> 00:06:45,504
[ Clanging ]
187
00:06:45,506 --> 00:06:48,540
Nicely done, but we need
to step it up.
188
00:06:48,542 --> 00:06:49,541
[ Beep ]
189
00:06:49,543 --> 00:06:50,542
[ Squeaking ]
190
00:06:50,544 --> 00:06:51,877
Wrong button.
191
00:06:51,879 --> 00:06:52,677
[ Beep ]
192
00:06:52,679 --> 00:06:54,946
[ Pow-pow-pow! ]
193
00:06:54,948 --> 00:06:56,581
[ Tires screech ]
194
00:06:56,583 --> 00:06:58,517
[ Crash! ]
195
00:06:58,519 --> 00:07:00,685
Beep beep.
Coming through.
196
00:07:00,687 --> 00:07:02,921
Ben, we need
to stop LaGrange
197
00:07:02,923 --> 00:07:04,423
before he really
hurts someone.
198
00:07:04,425 --> 00:07:06,024
Working on it.
Just hang on.
199
00:07:08,594 --> 00:07:10,429
We got a visitor.
200
00:07:10,431 --> 00:07:12,564
I love surprise guests.
201
00:07:12,566 --> 00:07:13,799
[ Tires screech ]
202
00:07:13,801 --> 00:07:15,200
Whoa!
203
00:07:15,202 --> 00:07:16,535
Let's not do that again.
204
00:07:16,537 --> 00:07:17,869
Ha ha ha!
205
00:07:17,871 --> 00:07:21,039
I think you need to give
them a warm welcome.
206
00:07:21,041 --> 00:07:23,875
Warm, or cold?
207
00:07:23,877 --> 00:07:25,710
Oh!
I can't see anything.
208
00:07:25,712 --> 00:07:27,279
Relax. I've got it.
209
00:07:27,281 --> 00:07:30,982
How about
some black ice?
210
00:07:30,984 --> 00:07:33,885
Uh-oh! Whoa! Whoa!
Ah! Whoa!
211
00:07:33,887 --> 00:07:37,088
Hang in there, Gwen.
I got an idea.
212
00:07:37,090 --> 00:07:38,190
[ Zoom! ]
213
00:07:39,959 --> 00:07:41,059
Quoi?
214
00:07:42,328 --> 00:07:44,129
Impossible!
215
00:07:44,131 --> 00:07:46,064
Hey!
Mr. LaGrange!
216
00:07:46,066 --> 00:07:47,432
We were wondering
if you'd consider
217
00:07:47,434 --> 00:07:48,834
dropping out of the race.
218
00:07:48,836 --> 00:07:52,103
It is Monsieur LaGrange
and the answer is no!
219
00:07:52,105 --> 00:07:56,107
Now, be a good little
loser and go away!
220
00:07:56,109 --> 00:07:58,777
Ah-ah-ah, we've seen
that move before.
221
00:07:58,779 --> 00:08:02,614
So, [laughs] finally,
a worthy competitor.
222
00:08:02,616 --> 00:08:04,783
Oh! These fools.
223
00:08:04,785 --> 00:08:06,852
Your services are
no longer required!
224
00:08:06,854 --> 00:08:08,487
Think he's
going to be sore at us
225
00:08:08,489 --> 00:08:09,988
for letting
that car through?
226
00:08:09,990 --> 00:08:11,089
[ Whoosh! ]
227
00:08:12,358 --> 00:08:13,425
Oui.
228
00:08:13,427 --> 00:08:14,860
A little sore.
229
00:08:14,862 --> 00:08:17,496
He's destroying everything,
even his own racers!
230
00:08:17,498 --> 00:08:19,264
It's just us and him now.
231
00:08:19,266 --> 00:08:20,665
We meet again.
232
00:08:20,667 --> 00:08:23,435
I've enjoyed our little
soirée, but, alas,
233
00:08:23,437 --> 00:08:25,837
ze finish line awaits.
234
00:08:25,839 --> 00:08:27,672
You sound so sure
of yourself.
235
00:08:27,674 --> 00:08:29,207
Care to up the stakes?
236
00:08:29,209 --> 00:08:31,443
Upgrade: What are you doin'?
-I got this.
237
00:08:31,445 --> 00:08:32,644
A bet, ah?
238
00:08:32,646 --> 00:08:34,446
And, uh,
when I'm victorious,
239
00:08:34,448 --> 00:08:35,714
what will I win?
240
00:08:35,716 --> 00:08:37,516
If you win,
you get this car.
241
00:08:37,518 --> 00:08:41,353
If we win, you never
race again, ev-er.
242
00:08:41,355 --> 00:08:44,623
Ha ha. Please, have the keys
to my new car ready
243
00:08:44,625 --> 00:08:46,191
when I see you
at the finish line.
244
00:08:46,193 --> 00:08:47,392
Au revoir.
245
00:08:47,394 --> 00:08:49,528
All righty, Ben.
246
00:08:49,530 --> 00:08:51,229
Let's make this creep
eat our dust!
247
00:08:51,231 --> 00:08:52,664
[Alert beeps]
Oh, no.
248
00:08:52,666 --> 00:08:53,999
Don't tell me.
249
00:08:54,001 --> 00:08:54,866
[ Zap! ]
250
00:08:54,868 --> 00:08:57,402
[ Engine sputters ]
251
00:08:57,404 --> 00:08:58,837
Oh, what a pity.
252
00:08:58,839 --> 00:09:01,473
I did not even get
a chance to cheat.
253
00:09:01,475 --> 00:09:02,874
Come on, turn green!
254
00:09:02,876 --> 00:09:04,209
Forget it, Ben.
255
00:09:04,211 --> 00:09:05,343
We've lost.
256
00:09:05,345 --> 00:09:07,579
Komal's shop is done for.
257
00:09:07,581 --> 00:09:08,914
[Warbling]
That worked?
258
00:09:08,916 --> 00:09:10,482
I've gotta find the manual
to this thing.
259
00:09:10,484 --> 00:09:11,983
We're back in business.
260
00:09:11,985 --> 00:09:13,919
What are you waiting
for? Let's go!
261
00:09:13,921 --> 00:09:15,387
Uh, you're welcome?
262
00:09:15,389 --> 00:09:18,990
et's see if LaGrange is
faster than Accelerate.
263
00:09:18,992 --> 00:09:20,091
[ Zap! ]
264
00:09:22,728 --> 00:09:25,330
So, change of plans.
265
00:09:25,332 --> 00:09:26,364
Hang tight.
266
00:09:26,366 --> 00:09:27,365
Seatbelt fastened?
267
00:09:27,367 --> 00:09:28,366
Yep.
268
00:09:28,368 --> 00:09:30,535
Ah, here goes nothin'.
269
00:09:30,537 --> 00:09:33,071
[Zoom!]
Gwen: Yeah-eah-eah-eah!
270
00:09:35,608 --> 00:09:39,010
Closing in
on LaGraaaaange.
271
00:09:39,012 --> 00:09:40,111
But it would seem
I will have
272
00:09:40,113 --> 00:09:41,680
a chance to cheat,
after all.
273
00:09:41,682 --> 00:09:45,216
[ Beeping ]
274
00:09:45,218 --> 00:09:46,952
Ben, we got incoming!
275
00:09:50,890 --> 00:09:52,924
We're losing him without
your afterburners!
276
00:09:52,926 --> 00:09:55,093
Then let's cut
this race short.
277
00:09:57,263 --> 00:09:59,130
[ Sniffs ]
278
00:10:01,200 --> 00:10:02,133
[ Crash! ]
279
00:10:02,135 --> 00:10:04,102
You think zis race
is over?
280
00:10:04,104 --> 00:10:07,105
Now, my coup de grâce!
281
00:10:07,107 --> 00:10:09,641
[ Beeping ]
282
00:10:09,643 --> 00:10:13,812
[ Sonar pings ]
283
00:10:13,814 --> 00:10:14,946
Get ready
for another boost!
284
00:10:14,948 --> 00:10:16,948
Ready whenever you are.
285
00:10:18,417 --> 00:10:20,051
Why is it following us?
286
00:10:20,053 --> 00:10:22,087
It's gotta be
a heatseeking missile.
287
00:10:22,089 --> 00:10:23,788
LaGrange,
straight ahead.
288
00:10:23,790 --> 00:10:25,290
All righty, Mr. Rocket.
289
00:10:25,292 --> 00:10:26,858
This is your stop.
290
00:10:29,495 --> 00:10:31,563
Ah, plus tard.
291
00:10:31,565 --> 00:10:32,797
[ Beep ]
292
00:10:32,799 --> 00:10:36,468
[ Tires screech ]
293
00:10:36,470 --> 00:10:38,236
[ Rock music plays ]
294
00:10:38,238 --> 00:10:39,404
[ Zap! ]
295
00:10:39,406 --> 00:10:40,739
We just saved
Komal's shop!
296
00:10:40,741 --> 00:10:43,475
Then there's only
one thing left to do.
297
00:10:43,477 --> 00:10:45,977
Prepare to eat my dust!
298
00:10:45,979 --> 00:10:47,746
Pssh!
You're goin' down.
299
00:10:47,748 --> 00:10:49,781
[ Beeping ]
300
00:10:49,783 --> 00:10:50,782
[ Tires screech ]
301
00:10:50,784 --> 00:10:52,817
Hey, wait up, you two.
302
00:10:52,819 --> 00:10:55,353
Aw, I think
I got a bad cart.
303
00:10:55,355 --> 00:10:57,789
A wise man once told me,
"It's not the car
304
00:10:57,791 --> 00:10:59,357
that matters;
it's the driver."
305
00:10:59,359 --> 00:11:02,827
I gotta stop saying
stuff like that.
306
00:11:04,397 --> 00:11:07,599
♪♪
307
00:11:14,006 --> 00:11:16,274
♪♪
308
00:11:16,276 --> 00:11:18,777
Time to throw stuff.
309
00:11:18,779 --> 00:11:21,246
♪♪
19969
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